


Time Keeps Running

by ChomesWritingThings



Category: Captain America (Movies), Iron Man (Movies), Marvel Cinematic Universe, Spider-Man: Homecoming (2017), The Avengers (Marvel Movies)
Genre: Angst, Angst with a Happy Ending, Avengers Family, Avengers Tower, BAMF Peter Parker, Based on a Tumblr Post, Emotional Hurt/Comfort, Fluff, Gen, Humor, Hurt/Comfort, Irondad, Murder, Not Canon Compliant, Other Additional Tags to Be Added, Parent Tony Stark, Peter is a Little Shit, Protective Avengers, Protective Bucky Barnes, Protective Steve Rogers, Protective Tony Stark, SO MANY TAGS!!, Starts in the 1940s, Team as Family, Tony Angst, Tony Stark Acting as Peter Parker's Parental Figure, not beta read we die like men, spiderson
Language: English
Status: In-Progress
Published: 2019-06-19
Updated: 2019-08-19
Packaged: 2019-11-16 10:26:50
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence
Chapters: 3
Words: 6,984
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/18092573
Author URL: https://archiveofourown.org/users/ChomesWritingThings/pseuds/ChomesWritingThings
Summary: “Maybe it died after it bit someone…” He trails off.“What are you talking about kid? There’s no way it could have bitten someone when—” Mr. Stark stops himself, looking at Peter. He waits for the boy to elaborate.“I think the spider bit me sir…”





	1. Chapter 1

Peter wakes up to the sound of his alarm clock screaming in his ear. He lets out a groan as he slams his hand down to quiet the noise. Once the noise is gone, Peter groggily pushes himself up from his bed. He then puts on his glasses before pushing himself out of bed and getting ready for work.

Once he’s ready, Peter grabs his bag and slings it over his shoulder. He checks himself over in the mirror and smiles. When he deems himself presentable, he leaves his apartment and heads to work; Stark Industries.

His name is Peter Parker and he’s a hopeful, young, aspiring scientist from England. He’s twenty four years old and he’s probably one of the youngest, brightest minds to be working with Howard Stark.

Or...more accurately, working with Howard Stark’s team. Howard Stark probably doesn’t even know how Peter is, but that’s fine with Peter. In a way, he’s still learning from the man.

He likes to think that anyway.

So, Peter heads to work, determined to arrive early. The past few days he’s been late because of stupid reasons, and he wants to break that pattern. Besides, the team and him are working on a project called the ‘Spider Serum’. It’s in its early stages, but it’s still an exciting project to be apart of. The government needs people who can fight in the war, and the project was given to Howard Stark and his team.

They decided to look into using spider DNA to enhance individuals. Besides, a spider is ten times stronger than the average joe, and that’s what they need for the war.

However, the serum is really just a prototype, an idea they’re toying with. Unfortunately, the team hasn’t gotten much results, let alone any that were successful.

Peter is hopeful though, he’s trying to look on the bright side. He knows they’re close to a breakthrough, he can _feel_ it.

Maybe they just need to look at things from a different angle.

* * *

Just as Peter hopes, he gets to work early. He scans his ID card at the entrance and from there he heads to the lab he’s been working in.

“Hey, Peter!” An intern greets.

Peter smiles and gives a small wave. “Hello!” Someone claps him on the shoulder.

“Morning Parker!”

“Ah, good morning!”

Somehow, Peter is well known around the building. Over the past few months he’s built up a small reputation with the other interns and scientists. When he isn’t working on the spider serum with the others, he’s around the building, offering assistance where he can.

He gets to the elevator and hops in, the machine bringing him up to the floor he spends most of his time on. When he gets there, he sees one of the team leaders writing something on a notepad. Peter steps out of the elevator, and heads over to him. “Good morning sir.” He greets.

He looks up from his notepad, “Parker, you’re here early.”

Peter smiles bashfully, “Wanted to get an early start.” He replies.

The team leader nods in reply, clearly still in shock over seeing Peter here so early. “You can uh...get to your station then.” He says.

Peter grins this time and heads to his station.

* * *

Peter spends most of the day working with studying how spiders create their webbing and how strong they are. His tasks are really just busywork, but for now, Peter knows that’s all he’ll get to do. Sure, the team knows he’s incredibly smart and quite gifted, but to them, he’s young and inexperienced. They don’t fully trust him just with a project such as this one. Peter doesn’t really blame them though, he gets where they’re coming from. He just wishes he could do something to prove himself.

In the middle of observing a few spiders, one of scientists call out to him, “Parker, go grab the chemical mix from our general lab.”

Peter nods quickly and makes his way to where he guesses is the general lab. He isn’t sure if the scientist knows he’s never been there before or not. He uses signs plastered to the wall to find his way around the building. The hallways are long and kind of twisty. There are people everywhere, carrying equipment, beakers, or even papers. The signs kind of become useless when he can’t exactly read them, even with his glasses.

“General lab...where is it?” Peter mumbles to himself, hastily looking around. He’s about to stop and turn around when he spots something out of the corner of his eye. There’s a person wearing all black, a backpack over their shoulder. Their face is covered by the hood they’re wearing, so Peter can’t get a clear view of their face. However, he gets a bad feeling from them, so he decides to follow them.

They walk around for a bit, obviously trying to find something. _‘The question is what are they looking for.’_ Peter thinks, narrowing his eyes in suspicion.

They walk down multiple hallways, and climb up a few staircases (which made it quite difficult for Peter to follow them).

The mysterious person stops at one point, and Peter hides behind a wall. He pokes his head out slightly to watch them. What are they doing?

That’s when Peter notices the sign, **_Howard Stark’s Lab_ **. The person walks to the door and heads inside, bypassing the security measures completely. Peter’s eyes widen and he quickly follows inside before the door can shut.

He sees the person looking around the room, and he hides behind one of the shelves.

“Dammit, where is it?!” He hears the sound of things being pushed, and loud clatter as objects that Peter guesses are metal, fall to the ground. “They told me it would be here!”

 _‘They?’_ Peter quirks a brow as he listens. Just what in the world is this guy looking for? When he hears another loud bang of something falling, Peter decides he’s had enough. He steps out from behind the shelf, getting a view of what the person is doing. They still have a hood covering their face, and their back is to him. “Hey!” Peter calls out, “If you’re looking for the front desk, you’re a few floors too high buddy.”

The person whips around, staring at Peter. They don’t reply. Instead, they charge straight for Peter, pulling a knife from their pocket.

Peter’s eyes widen and he quickly jumps out of the way, trying to avoid the knife. He prefers not being stabbed, thank you very much.

The person just keeps trying to attack him, wildly swinging their arm.

“Watch where you swing that thing! You could stab someone!” Peter cries.

“That’s the point!” The person replies, growling.

Peter has to be careful about this. If he keeps running around the room recklessly, his asthma could act up. He doesn’t think he has his inhaler with him today either. To be fair, Peter wasn’t expecting to be running around a lab trying to avoid being stabbed by someone today.

Peter is able to duck just in time as they try to stab him in the shoulder. He slides away from them on the ground and _wow his shoes are so not made for fighting._

The person growls again, sounding almost feral. “Stand still!”

“And get stabbed? Thanks but no thanks!” Peter calls, pushing himself up off of the ground. He can feel his heart pounding in his chest. He can hear it in his ears too. He eyes the door, if he can just manage to—

His arm is stinging. He looks down at it and sees a cut. He looks back up at the person and sees their knife stained with red. Note to self, don’t get distracted while fighting someone with a knife.

Peter somehow manages to push the person back, knocking off their hood and sending both of them to the ground. Peter feels himself knock into a counter and he winces as he hits his head.

_(Unknownst to Peter, this moment would change his life forever. When he hit the counter, he knocked open a small cage, one that held a spider. It was no normal spider either. It crawled down the counter and landed on Peter’s collar, biting his neck. He’d never actually feel the bite though, too much adrenaline was pumping through him at the time. He wouldn’t realize there was something wrong until much later.)_

Peter looks at the person and sees a head of curly red hair. The redhead glares at him and before either men can move, the door to the lab slams open. The intruder quickly scrambles up and glances at Peter and the door before slipping through the window and leaving.

“What’s going on in my lab?!”

Peter feels fear run through him. Great, Mr. Stark barely knows who he is, and without the intruder still around, how will Peter be able to explain himself?

Mr. Stark enters the lab, and when he spots Peter and the state his lab is in, fury is written all over his face. “What are you doing in here?! What happened?!” Mr. Stark goes over to him, and Peter slowly sits up, rubbing the back of his head with a wince.

“I’m so sorry sir,” He begins, “One of the scientists on my team asked me to get a chemical mix from one of our labs...but I saw this guy in uh, all black sneaking around.” He hopes Mr. Stark believes him, but he doubts it. “He came here and I think he was looking for something, and I tried to stop him! He escaped when you came in though...so I-I doubt you’ll believe any of this…” Peter mumbles, looking away from the man.

“Whoa, relax there kid.” Mr. Stark says, “I think there’s enough evidence in here to support your story.” He points at Peter’s cut on his arm. “I’ll get security to do a sweep of the building, see if they find anything.” Mr. Stark’s mumbles, standing near the counter that Peter is leaning against.

Peter stands up and looks around the lab. It’s an absolute mess. He can’t help but feel guilty about it.

“Shit.” He hears Mr. Stark mutter.

Peter turns around and sees what the man is looking at. His eyes widen when he sees the open yet empty cage. What was in there? “Um...Mr. Stark? What was in the cage?” He asked, voicing his curiosity.

“A spider I was running tests on for the project I have a team working on.” The man replies.

Peter feels his heart in his throat.

Mr. Stark turns to look at him, “I have to find that spider.” He utters, eyes darting around the room, specifically the desk the cage is on.

Peter looks around as well, eyeing the floor. “Sir I um...is—is the spider red?” He asks.

“Yes, it is.” Comes the reply.

Peter gulps, “Then I uh, I think I found it.” He says and the man whirls around.

“Where?!”

Peter points to the ground where a small, red spider lay. Mr. Stark grabs a pair of tweezers and a petri dish. He picks up the spider with the tweezers and places the spider in the dish. The room is silent as Peter watches Mr. Stark observe the spider. “Dammit, it’s dead!” He suddenly exclaims, startling Peter. He then sighs, placing the tweezers down. “How did it die? It couldn’t have been squashed or accidentally stepped on, after those experiments there’s no way it could die so easily!”

Peter stays silent, feeling nervous. He rubs the back of his neck nervously out of habit. Mr. Stark continues to mumble to himself as Peter watches. He stills when he feels a small bump on his neck. “Maybe it died after it bit someone…” He trails off.

“What are you talking about kid? There’s no way it could have bitten someone when—” Mr. Stark stops himself, looking at Peter. He waits for the boy to elaborate.

“I think the spider bit me sir…”

**Notes for the Chapter:**

> Hello! Here’s the first chapter of the new version of this story! I’m super excited to finally start posting the new version of this, and hopefully next week, chapters will start coming out more frequently! Thanks for being patient with me guys, I appreciate it! I hope this chapter was worth the wait, and I’ll see you all in the next chapter! ^^


	2. Chapter 2

“It _bit_ you?!” Mr. Stark exclaims. “Where?!”

Peter turns around to show him the bump on his neck. Peter hears Mr. Stark’s sharp intake of air and winces. “How um...how bad is it, sir?” He asks. 

“What’s your definition of bad?” Mr. Stark shoots back and Peter can’t repress his shudder. “Listen kid, that spider wasn’t done being tested, I’m not sure what the bite will do to you.” 

Peter’s eyes widen and he turns back around to face him. “W-What should I do then?” He asks, clearly nervous. 

Mr. Stark hums and puts a hand on his chin. “Whatever changes occur, we have to monitor them.” 

Peter furrows his brow, “Meaning..?” He isn’t sure that he could monitor whatever’s going to happen _here_ , especially if he wants to keep all of this on the downlow. Which, he assumes, is what Mr. Stark wants. It’d be bad if word of this spread. Peter wonders if he could keep track of everything at home. He quickly shoots that idea down. He has no idea what’s going to happen, if any big changes _did_ occur, the last place he wants all that to happen is in his home. 

“Meaning, I want you to start coming to my lab. We’re going to monitor everything that happens.” Mr. Stark explains. 

Peter stares at him as if he’s grown two heads and gulps. “O-Oh, um, okay…” He’s nervous about all of this, but the thought of figuring all of this out with Mr. Stark makes him even more nervous. Nothing else could go wrong, right? 

* * *

Peter starts unofficially officially working with _the_ Howard Stark after that. He goes to his lab a few days after the spider bite (he was horribly sick for a couple days, and it had been the worst experience of his entire life. Although, after he was no longer sick, he noticed his senses felt as if they had been dialed up to eleven. He doesn’t need his glasses anymore and he can hear things really well. He’s still getting adjusted to it.) He finds the door to Howard’s lab open and pokes his head in. 

“Um, Mr. Stark?” Peter calls, knocking on the doorframe. He looks around and sees the man hunched over something. 

Mr. Stark looks up from whatever he’s working on and turns to face Peter. “Ah! Right on time, kid!” The man exclaims, walking over to him. He puts his hand on Peter’s shoulder and guides him into the room. Peter looks around at the lab, surprised by how clean it looks. If a stranger who didn’t know what happened a few days ago had looked into the lab, they’d never guess that someone broke into it and trashed the place. 

Mr. Starks pats a chair as he rolls it over to a counter. “Pop a squat and roll up your sleeve. I’m gonna take a sample of your blood, see if any...weird mutations have happened yet, or at all.” 

Peter gulps a little, but he sits down on the chair. He rolls up the sleeve of his sweater like instructed and holds his arm out. He immediately turns his head away, not wanting to see the needle. 

“Scared of a little pinch, kid?” Mr. Stark teases, and Peter nervously chuckles. He feels Mr. Stark wrap the rubber band around his arm to find a vein. 

“Uh, y-yeah, yeah,” He lightly laughs, shaking a bit. “Been scared of needles since I was a kid. My uncle told me it helped to look away from them.” Peter explains, nervously. What is he doing, making himself seem like a pansy in front of Mr. Stark? He’s totally gonna think even less of Peter now! These tests are Peter’s way of proving himself worthy of being here, his silly fear of needles? Not helping that at _all._

“Alright kid, hold on.” He hears Mr. Stark put the needle down, and Peter feels his heart sink. _Great._ “Listen, kid uh—” Mr. Stark’s eyes dart to Peter’s badge. “Parker, y’know that spider bite? Bet it was super painful right?” Peter nods. “Okay. This needle?” Mr. Stark picks it up for him to inspect, “Not even a fraction of that pain. You’re a tough guy, kid. You’re the only person I’ve seen get bit by a spider and walk it off, not even shedding a tear.” Mr. Stark hums, thinking, “Though, you’re the _only_ person I’ve ever seen get bitten by a spider so…”  

For some reason, hearing Mr. Stark say all that makes Peter feel a lot better. “Wow, thanks Mr. Stark that means a—OW!” He cries out and looks down at his arm, where the needle is. In his arm. 

“See? What’d I tell ya kid?” Mr. Stark grins at him, “It was just a pinch.” 

“Haha, yeah, just a pinch.” Peter says, staring down at his arm. He stares in fascination as his blood flows into the vile, seeing nothing out of the ordinary with it. Maybe nothing happened when he was bitten by the spider? He glances at Mr. Stark and sees him watching his blood as well. An uncomfortable silence has settled over the two, and Peter hums quietly, looking around the lab. 

They spend the next three minutes like this. 

When he’s done drawing blood, Mr. Stark nods to himself, “Alright, done.” He pulls the needle out of Peter’s arm, and before he can put a cotton ball over the bleeding puncture, the blood comes to a stop. Both Peter and Mr. Stark stare at it in surprise. 

“Hey uh...they don’t usually stop bleeding so quickly, right?” Peter asks, clearly shocked. 

“Not usually, no.” Mr. Stark answers, pressing a finger to the puncture. He peels it back to stare at it, and finds no blood. “Amazing.” He murmurs. “If my hypothesis is correct -which they usually are- it looks like that bite gave you enhanced healing.” 

Peter blinks in surprise. “So enhanced healing and enhanced senses. I wonder what else happened to me because of the bite.” He hums. 

“Wait wait, enhanced sense you said?” Mr. Stark inquires as he starts analyzing Peter’s blood. 

“Yeah,” Peter nods, “After I got over being sick, I found out I didn’t need my glasses anymore, and my hearing is a _lot_ better than before. I think I could hear people walking in the apartment complex I live in three feet below me.” He explains. 

Mr. Stark mumbles something to himself and he writes something down in a notebook. “Interesting,” He says. “I think that’s enough testing for today. Go home and get some rest, kid. Come back tomorrow and we’ll pick things up.” 

“Yes sir.” Peter replies, nodding. He unrolls his sleeve and stands up from the chair. He goes to walk to the door, but he’s stopped by Mr. Stark. 

“Hey, Parker?” 

Peter turns around to look at him, “Yes sir?” He asks. 

Mr. Stark points at his back, “I think you have something of mine.” 

The first thing Peter does is panic as he whirls around to find what Mr. Stark is talking about. His panic increases when he sees the chair he was just sitting in attached to him. He tries to pull it off of him to no avail. It sticks to him. “W-What the-?! How is it sticking to me?! And why?!” He exclaims. 

“I think we just discovered another one of your new abilities.” Mr. Stark chuckles. Peter wants to whine in embarrassment, but he refuses to. Instead, he ignores the burning in his cheeks and tries to pull off the chair once more. 

“I-It won’t come off!” He cries. 

“Try relaxing kid.” Mr. Stark offers with a frown. 

Peter hurriedly nods, “Y-Yeah, relax, okay, okay I can do that.” He rambles while forcing himself to relax. He closes his eyes as he takes in a few breaths. He doesn’t open them until he hears the wheels of the chair fall to the ground. He sighs in relief when he sees that the chair is no longer sticking to him. 

“I’ll add stickiness to the list.” Mr. Stark says almost cheekily. All Peter does in reply is gently push the chair over to him. “We’ll rest that out tomorrow. See ya, kid.” 

“H-Have a good night, Mr. Stark.” Peter mumbles, still embarrassed about what happened. 

With that, he takes his leave. 

* * *

About a month goes by and Peter and Mr. Stark have made notes on any abilities they’ve discovered. They got the DNA results which only proved their theory that the spider bite mutated his DNA. Along with that, they discovered that Peter had super strength and something akin to a sixth sense (which Peter’s decided to call it his spidey-sense). 

After discovering all of this, Peter and Mr. Stark begin working on controlling Peter’s powers and testing his limits. At the same time, Mr. Stark asked Peter for his insight with something called the super soldier serum. Mr. Stark had cancelled the spider experiments, deciding that after what happened to Peter, it wasn’t a good route to go. 

So instead, Peter and Mr. Stark work together, looking for other means to make the serum. 

Together, they make progress very quickly. 

“Hey, kid, come take a look at this, will you?” Mr. Stark asks, and Peter nods, going over to him. 

They’ve also grown closer within the last couple weeks as well. 

“I think you’re onto something with that, Mr. Stark.” Peter says, “But be careful, wouldn’t want you making things accidentally explode again.” He teases. 

Mr. Stark turns to look at him, “Ohoho, cheeky brat.” He replies, ruffling Peter’s hair. Peter just laughs, going back to his station. He works on writing different chemical compositions and formulas on a chalkboard, hoping that something will stick. 

“I know everyone wants to win this war...but enhancing soldiers like this...isn’t it a little extreme?” Peter questions. “I’ve been thinking about it a lot lately, ever since we had our first breakthrough and….” He frowns, “Part of me feels bad. I mean, what if there are long term effects down the road, after this war is over? We can’t be certain that this...serum won’t have a negative impact on these men multiple years from now.” He rambles. 

Peter hears Mr. Stark sigh, “War is war, Peter. Desperate times call for desperate measures, and in times like this, people will go to any length to win this war. It’s just how the world is.” The man replies, and it makes Peter frown. 

“It shouldn’t have to be.” Peter murmurs, returning to the chalkboard. 

“Kid—” 

Whatever Mr. Stark is about to say gets cut off. One of the windows to the lab gets smashed open, and someone bursts in. 

Peter catches a glimpse of red hair and he has a sinking feeling in his gut. 

“Hey! What the hell?!” Mr. Stark shouts, eyes narrowing. 

The intruder doesn’t reply, instead going straight for Mr. Stark and attacking him. All it takes is one hit and Mr. Stark is laying on the ground, blood spilling from a cut on the side of his head. 

“Mr. Stark!” Peter cries, causing the intruder to turn around and charge for him. Peter frowns, and he feels buzzing at the back of his head. His body moves to the left, deflecting the attack. The intruder seems caught off guard by this, and tries to attack again. The buzzing comes back and Peter ducks this time to avoid the punch. 

Peter makes a split second decision and kicks the intruder’s legs out from under them. As they fall, they hit their head. Peter pushes himself up, trying to regain his balance. He looks at the intruder, seeing them out cold. He immediately runs over to Mr. Stark and taps his cheek. “Mr. Stark!” Peter exclaims, “Are you alright?!” He asks, “Mr. Stark!” Peter feels the adrenaline rushing through him as he continuously taps Mr. Stark’s cheek. 

Mr. Stark’s eyes slowly blink open and he looks up at Peter. Peter pulls his hand away and he lets out a sigh. “Oh, hey kid.” He says, and Peter can feel himself sag with relief. 

“Pretty nasty hit you took, sir.” He jokes, helping the man sit up. He tries to calm his heart, feeling it rattle his chest. Mr. Stark is okay. He can relax now, but the buzzing at the base of his skull tells him otherwise. It tells him to stay alert, that something’s going to happen. 

Mr. Stark groans, holding the side of his head. He pulls his hand away from his head and looks at it, “Oh, blood.” He mumbles.

“We should get you checked out, and we should call the police as well. Whoever that guy was, he was definitely after something. I think he’s the one I saw break in the first time. If he was, that means he’s after the serum.” Peter rambles while helping Mr. Stark sit up. 

“Parker, that guy…” Mr. Stark mumbles. 

“Is probably really dangerous, we need to get him restrained before he can make an escape.” Peter interrupts.

“Peter, the guy is gone.” Mr. Stark says, and Peter’s eyes finally check their surroundings. They dart over to where the intruder was laying just a few seconds ago, and sees a vacant space. 

“W-What?! But he was out cold! I checked!” He cries.

“Everyone knows how to fake being knocked out, kid. He pulled a fast one on ya.” Mr. Stark sighs, rubbing at his probably aching head. The two stand and Peter immediately scours the lab, looking to see if anything is missing. 

“It doesn’t seem like anything is missing, sir. Maybe he chickened out and ran?” Peter asks, hoping that was the case. 

He sees Mr. Stark’s eyes narrow and he gulps. “Oh,” The man says, “He definitely got away. But he took a tube of the serum.” 

Peter’s heart is in his throat. “H-He couldn’t have gotten far, right? Maybe we can still stop him.”

Before Mr. Stark can answer, they hear a scream. Peter’s bolting out of the room and down the hallway before he can think. 

When he finds the source of the scream, he sees the intruder standing in front of someone. “Hey!” Peter shouts, he sees the tube containing a blue liquid in his hand, “You have property that belongs to Stark Industries. I’d suggest turning that over now before the police get here.” He says. 

The intruder slowly turns around to face Peter. The boy’s eyes widen as the person behind the intruder collapses to the ground, blood spilling in between their fingertips. The intruder, Peter realizes, is armed with a knife, just like the last time he broke in. “Y-You...you killed him…” Peter stammers, watching the man’s eyes close. 

“Can’t have any witnesses.” Is all the intruder says. “Now it’s your turn, and next it’ll be Stark’s.” 

Peter sees red. 

The intruder charges for him and Peter punches him before he can attack. He avades as many swings of his knife as possible, but still gets cut a few times. Peter kicks, and punches, and dodges as much as possible. The intruder gets in a few hits, landing a punch on Peter’s cheek. However, Peter is able to knock him down and pin him. 

“Parker!” He hears Mr. Stark shout. 

Peter looks up, seeing the man running over. “Mr. Stark!”

“That him?” He asks, looking down at the guy Peter is currently pinning. 

Peter nods, “Yeah, it is.” His eyes then trail over to the body of the scientist. “I didn’t get here fast enough…” He murmurs, and Mr. Stark looks at him in confusion before seeing the scientist. 

He frowns. “Police are on their way. Until they get here, keep him immobile.”

“Okay.” 

Peter hears the man beneath him laugh and he frowns in confusion. “Shouldn’t have let your guard down, _Parker_.” He sneers. 

Peter lets out cry as he feels a pain in his thigh. He looks down and sees a knife there. The intruder takes this moment to push Peter off of him and escape. “Hey!” Peter shouts, standing up with a wince. He tries running after him but his leg injury won’t let him. He limps as he runs, but he’s too late. The intruder is gone. 

“Peter!” Mr. Stark exclaims, running over to him as Peter falls down on one knee. Mr. Stark’s hands grip his shoulders as Peter holds his leg in pain. “There’s no point in going after him, not with that injury.” He says.

“But I--I let him get away!” Peter argues. 

“And we’ll track him down!” Mr. Stark snaps, clearly frustrated.

“It’s my fault he stole the serum and killed an innocent man! It’s _my_ responsibility to go after him!” Peter cries. 

“No it’s not!” Mr. Stark shouts. “You aren’t a cop, or an FBI agent! Sure, you may have these...super powers, but you aren’t a superhero! You’re just a kid, an _intern_ who’s _my_ responsibility! If you go after that guy while injured like this, he could _kill you_ , Peter! And you know who’s fault that would be?” Mr. Stark frowns at him, and Peter has never seen him so angry like this. “It’d be my fault, and I don’t need that weighing on my mind!” 

Peter’s eyes dart to the floor, trying to look at anything but Mr. Stark. He feels as if he’s ten years old again, getting scolded by uncle Ben. He hates it, hates wanting to cry. He knows Mr. Stark is right, he’s not a superhero, he’s not a cop. He’s just an intern at Stark Industries who happened to get bit by an experimental spider. “Y-You’re right...I’m sorry.” He mumbles, and he hears Mr. Stark sigh. 

“Come on, let’s wait for the police to show up.” Is all the man says. 

“Okay….”

**Notes for the Chapter:**

> Here's chapter 2!~ I actually really like how this chapter came out, though I'm sorry about the fight scenes lmao, they're one of my greatest weaknesses as a writer ^^; Anyways, I hope you all enjoyed, and I'll see you guys in chapter 3!


	3. Chapter 3

_ “You aren’t a superhero.” _

_ “You’re just a kid, an  _ intern _.”  _

But what if Peter  _ is  _ something? Sure, he isn’t a superhero, he isn’t exactly trying to be one. And sure, he has these abilities, but  _ he’s just a kid.  _ Yet, he’s more. 

The break in made him realize something. He has these abilities, he has a way of  _ helping people,  _ of doing  _ good _ . If Peter were to keep these powers to himself, if he were to not use them, he’ll never forgive himself if something bad happens,  _ especially  _ if he could’ve stopped it. 

So, he’s been doing some thinking. He’s come up with an idea, and he decides to bring it up with Howard. 

“You want to  _ what _ ?” Mr. Stark asks, looking up from the petri dish he’s working with. 

Peter fiddles nervously with the pencil in his hand, “I want to help people, but not in a flashy way. So...I was thinking of becoming a spy, to help with retcon and info gathering.” He explains. “B-Besides, my powers are perfect for it! I have enhanced hearing so I could hear people coming from a mile away—“

“Bit of an overestimation, Parker.” Mr. Stark cuts in. 

“And and, I’m practically noiseless! I barely make  _ any  _ sound anymore, which I’ve guessed is because my bones are less dense. I’ve been doing a  _ lot  _ of research with spiders, by the way.” Mr. Stark quirks his brow. “And my spidey-sense! It warns me about anything dangerous! C’mon, Mr. Stark, you can’t deny that I have the  _ perfect  _ skill set for being a spy!” 

Mr. Stark doesn’t reply immediately, running a hand down his face as he hums. “Listen, kid, I admire your tenacity, I really do. But there’s still so much we have to learn about your powers. If you were to go in and start doing missions, who knows if something bad could happen. Something could go  _ wrong _ .” 

Peter frowns, “Things went wrong the minute that guy broke into your lab and stole the prototype serum.” He shoots back. “We still haven’t found him, and if he’s working for the enemy, those soldiers are in a lot of danger. Someone has to have their back like they have ours. If I have to be that person, I will.” 

Mr. Stark stares at him with an unreadable expression on his face. “You’re really taking all this to heart, kid, aren’t you?” He asks. 

“I let him get away sir. I let a bad thing happen, and everything that follows is going to be my fault, unless I do something.” Peter replies. 

“Jeez Parker, between the two of us, I’m not sure who has the bigger guilt complex.” Mr. Stark mumbles. 

“What could you be guilty about, sir?” 

Mr. Stark stares at him with sad eyes, and Peter realizes that this is the first time he’s ever been able to read the man so clearly. “You’ve got no idea, kid.” 

* * *

**THREE MONTHS LATER**

“Remember the mission, Parker. Find the files, get in, get out.” 

“Yes sir!”

He flicks his lenses on, his senses focusing in on what he needs to see. He scales the building, thankful for his ability to stick to things once again. Peter looks for his entrance point, seeing an open window.  _ ‘Score.’  _ He grins beneath his mask. He slips inside, glancing around. There’s no one inside. No guards, no type of security. He’s able to sneak in undetected. He feels the adrenaline rushing through him. It’s one of the reasons why he loves what he does now. 

Following the floor plan he had memorized, Peter crawls along the ceiling. His black suit helps disguise him, hiding him within the shadows. He finds his way to the vents and crawls inside. He goes through twists and turns until he finds the room he’s looking for. He pops the vent open as silently as possible, and looks down at his web shooters. He designed them with the help of Mr. Stark (who really just supplied the materials). It took a few weeks to finish them and create the webbing. 

Peter shoots a web at the edge of the vent and uses it to hold himself up and he slips into the room. He hangs like a spider would, hands gripping the thin webbing. Although it may look weak because of how thin it is, it’s quite strong. It took Peter multiple tries to get it right (let’s not discuss how many times he was testing it and the first few prototypes snapped. Mr. Stark  _ still  _ liked to tease him). 

He flips himself up, no longer hanging upside down. He lands on the ground and begins searching the room. He goes through a few file cabinets, looking for the files. It takes him a few minutes, but he finds them. He grins when he does and Peter makes his escape. It’s a bit difficult climbing a wall with files in his hands, but he powers through it. Once he’s safely in the vents, he starts crawling and he can hear his heart thundering in his ears. 

“Parker, status report.” 

“Files are secured sir. I’m on my way to the pickup point.” 

“Good work. After you get back, come to my office. You’ve got another mission.” 

“Yes sir.” 

* * *

Peter hands the files over to one of the other spies once he gets back. He’s curious about what the General had told him. He already has another mission lined up? That was fast, Peter figured that it would be a little bit until he had a new mission. However, they  _ are  _ in a time of war, so it’s kind of understandable. 

He heads to the General’s office, pulling off his mask. He knocks on the door before entering. “General Zoloman?” He questions. 

General Zoloman was a highly respected officer during the early stages of the war. He led a few missions that gave them a lot of wins. He was strategic and highly intelligent. Things were going well for him until he was injured during a fight and was discharged from the military as a result. Ever since, he’s been leading a small team of spies to help with war efforts. He was a bit hesitant about letting Peter join when he first asked the man. However, after Peter showed him his abilities, General Zoloman allowed him to join the team. 

Zoloman is seated at his desk, going through some papers. He looks up, spotting Peter. “Parker, welcome back.” He says. “Come in.” 

Peter enters the room, immediately spotting the two men on the couch. One of them is blond and quite muscular. He’s wearing the military uniform, as is the man beside him. It makes Peter more curious than he already was. Why is guys from the military here? 

“Parker, this is Steve Rogers and James Barnes. They’ve come to recruit someone for a mission.” The General explains. “And I’ve chosen you to help them.” 

“M-Me?” Peter stammers, shocked. “Are you sure..?” He questions. Surely there’s someone better suited for whatever mission this is, right? Someone the General trusts more than him. 

“I’m absolutely certain you’re best suited for this. You’re one of my best spies.” Zoloman replies with confidence. 

Peter was definitely not expecting  _ that _ . How can he be one of the best spies when he’s one of the most inexperienced? He can question that all later. For now, he has two soldiers asking for his help. He turned to the two men with a smile, “How can I help? 

* * *

“Have you gotten any more information on the guy that broke in?” Mr. Stark asks Peter as he’s training. He needs to stay in top shape in case he gets an impromptu mission from the General. In reality, Peter is just walking on the ceiling. He likes to think of it as training, some disagree with him though. 

“Nope,” He says, popping the ‘p’. “I’ve got is a name: Cletus Kasady, and a list of murders he’s wanted for. Nothing new has turned up.” Peter adds. Ever since that break in four months ago, Peter has been determined to find the guy. He couldn’t go after him then, but Peter can sure as hell go after him now. He’s a super spy, after all. “And we’ve talked about this Mr. Stark! No talk about missions while I’m training!” 

“Peter, I hate to be the one to break it to you, but you’re just walking around on the ceiling.” Steve Rogers cuts in. He started coming with Peter to see Howard Stark ever since they met. Mr. Stark has the necessary things for Steve to train, and they happen to know each other. 

It’s been about a month since they’ve met, and Peter can honestly call him a good friend, Bucky Barnes as well. The mission they had for him involved him searching through an abandoned HYDRA base for info. Apparently they needed his set of skills. Even though the mission ended weeks ago, the trio had done a lot of bonding. They try to spend time together when Steve and Bucky aren’t busy with the military and Peter isn’t on a mission. 

“Come on Steve, that’s hardly fair!” Peter whines. “You’re an enhanced soldier, I’ve got spider DNA, our definition of training is different!” 

“I don’t know about that, kid. Technically, you could lift the same amount, if not more, as Steve.” Mr. Stark points out. “I’d say your definition of training is similar. Just...leave out the part of Rogers climbing on the walls.” 

Peter pouts, breaking out into a jog on the ceiling as Steve lifts his weights. “Thanks Mr. Stark! That was  _ really  _ helpful!” He exclaims sarcastically. 

“Anytime Parker!” 

As he runs, Peter can’t help but smile. Some part of him, deep down, can’t help but be grateful that spider bit him. His life is  _ awesome  _ thanks to that bite. He has a great, intelligent mentor, and two new friends that he can fight with. The thought makes Peter’s smile widen. “Hey Steve! Up for a match?” He asks, looking down at him. 

Steve quirks a brow, “You’re on, Pete!” He lets go of the weight he was holding and stands up. Peter jumps down from the ceiling, cheering. 

“Oh no!” Mr. Stark exclaims, pushing himself up from his chair. “If you two are gonna spar, do it outside! I’m still cleaning up glass from your match last week!” Both Steve and Peter look at each other, grinning bashfully. 

“Mr. Stark, I offered to help you clean.” Peter teases as he and Steve head outside. He hears Howard shout as they leave and Peter makes a promise to himself. 

He promises himself he’ll never let anything happen to his little makeshift family. 

* * *

**1945**

He’s falling. 

Falling, falling, falling. 

The helicopter he was once standing in is getting farther and farther away. 

He holds an arm out, as if reaching out to the man on the helicopter, his  _ friend _ . 

As if his friend can catch him, even if he was the one to push him to safety. 

_ “I’m not taking you down with me, Peter. Send Howard my regards, alright?”  _

He’s really screwed up this time. He’s lost  _ everything.  _ He wasn’t careful enough! He should’ve looked more carefully, been more observant! God, why didn’t Peter see this coming?! Bucky is gone and it’s  _ his fault _ , and now he’s about to lose someone else! Howard was right, of course he was! He wasn’t meant for this, not at all! He should’ve stayed back when Howard told him to. 

Peter cries out as he collides with the ground. His leg is bleeding pretty badly, as is his arm. Pain spreads throughout his body. He looks up at the sky as he sees the helicopter overhead. Steve is looking at him, or is he looking in his direction? Peter doesn’t know anymore. Everything is growing fuzzy, black dots are beginning to cloud his vision. The helicopter disappears from his line of sight, and all Peter can do is watch it go away. 

“STEVE!” 

**Notes for the Chapter:**

> I AM SO SORRY THIS TOOK SO LONG!! I've been working on this chapter since chapter two was posted, but at the end of July I had to head back home, and I've been kinda distracted ^^; but the new chapter is finally out! I hope this was worth the wait, and if you're confused about the time skip in the last part, have no fear! All will be explained in future chapters! I hope you guys enjoyed this chapter, and I'll see you all next chapter!


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